Just A Dream
by LyssaCutie117
Summary: This is my happiness AU where everything was just a dream and nothing bad happened. Rachel is alive and it starts on Max's second day at Blackwell. This is a Pricefield fic and THERE WILL BE LEMONS. Later, when I decide it's time. I was really sad and heartbroken over the ending to LiS and so I decided to write this. Enjoy and tell me what you think! Cover image drawn by me!
1. Chapter 1

September 4, 2013

Max woke with a start, her alarm blaring from her phone. She groaned and smacked the noisy device a few times, hoping to hit the spot on the screen that would shut the sound off. She lay in bed a few more minutes after turning it off, wishing she didn't have to get out of bed. Her first day at Blackwell had been a disaster, and she knew the second wouldn't be any better. She felt like she didn't get any sleep at all, blaming the awful dream she'd had. Thinking back to the dream, she realized it was a byproduct of the terrible day.

'As if time travel or alternate universes could ever really exist; what a stupid dream.' She thought to herself absent mindedly. Still, it left her unsettled. She finally kicked off the covers and got up. 'I guess I have to get ready for my second day of hell. Optimism level:0' She gathered her toiletries and watered her plant, Lisa. She thought of her dream again, remembering her friend, Chloe, being in it. 'I guess I should say she starred in it. Her new look is crazy… I can't believe we're in the same science class. She seems to have a new friend though… Rachel Amber, that's what her name is. Chloe didn't even notice me at all.'

Max walked out of her room and into the hallway, headed towards the showers. She saw a mop of blue hair, faded into purple towards the roots, coming out of the showers. 'Chloe', she thought, 'I wonder if she recognizes me this time…' Chloe looked up upon seeing feet in front of her. She locked eyes with max, face contorting into one of confusion before brightening into one of recognition.

"Aren't you Max? Woah this is hella weird, like going back in time. What's it been, like 5 years?" Chloe smiled a wide smile at Max. Max sighed in relief and smiled back.

"Something like that… We're actually in the same science class. Yesterday was my first day here, when the teacher called you out I was really shocked. You look so different." Max looked down and back up. Blue eyes meeting blue again. 'She's definitely different, and not just her style, she's so much more beautiful, too, if that's at all possible.'

Chloe laughed loudly before speaking again, "Well yeah, Super Max, that's what happens to most people after five years. You, on the other hand, haven't changed at all. I think you're even the same height and everything." Max blushed and looked away, Chloe wasn't too far off; Max had only grown a few inches in the last five years.

"Whatever, dude. I need to shower now. Can we talk later?" Max said, annoyance making her voice come out slightly sharper.

"I get it. Gotta wash the stank off and all that. Here give me your digits and I'll text you after school. You, me, and Rach can all hang." Max gave Chloe her phone number, smiling shyly for the picture Chloe was taking for her contact photo. She repeated the process on her own phone and Chloe waved goodbye to her with a quick "See ya, Maximus."

Max stepped into the shower room and made a beeline for an empty stall, closing the curtain behind her before she took off her clothes and turned on the water. It came out warm, since Max was far from the first person to shower, and she sighed happily as she wet her hair. Her tense muscles slowly relaxed as rivulets of the water cascaded down her slim body. She heard laughter and footsteps, catching the end of a conversation.

"-do you think of Max Caulfield. Is she Vortex Club material?" Of course, Victoria Chase, as if her day wasn't already going to suck, she got to listen to the mean girls talk about her during her shower.

"No way, she's way too quiet. I swear she has to be the weirdest person in this school, except maybe that guy, Warren." Taylor's snobby voice was the one to respond, and Max just rolled her eyes. She didn't care what the bitches from that stupid club thought of her, or Warren. Warren is sweet and funny, he also has great taste in movies.

"….Yeah you're definitely right, they're so weird. I can't believe I even thought that. Good thing I have friends like you and Courtney to make sure I don't make any bad decisions." Was that a hint of hesitation in Victoria's voice? No, I'm just crazy; she's just a typical mean girl, even if she does have some talent in photography.

It was quiet, and then she heard two showers start up. Max washed quickly and turned the water in her shower off. She wrapped her towel around her and walked out of the shower room. She was on her way to her room again when she bumped into someone. She looked up to see Kate on the ground.

"Oh, Kate, I'm so sorry!" Max rushed to give Kate a hand in getting up, pulling the cute girl to her feet again.

"It's okay, Max right? Oh!" Kate blushed and looked away from Max to the floor. "Y-your t-t-towel." Max looked down, seeing that her towel had fallen to the floor. Max blushed a deep scarlet, rushing to pick it back up and wrap it around herself once again. Before she'd had it back around herself she heard twin laughter and her heart sunk.

"Damn, Mad Max, I didn't know you were so hardcore. You have to have hella confidence to bare your entire body to the world like that." Max recognized the voice of Chloe, the betrayal an acrid taste in her mouth. She felt the sting of tears as she ran towards her room and slammed the door behind her.

She let a single sob escape before she pressed her back against the door and slid down, many more escaping once her butt hit the floor. She heard a smack, followed by the voice of her former friend shouting, "Ow! Damn Rach, I was only teasing, it's not my fault if she takes everything too hard." She heard another smack and a muffled argument. It was quiet for a few more minutes before she head a soft knock at her door.

"Max? Max, look I'm sorry… I didn't think it'd upset you so much… I was just trying to make a joke…" Max was suddenly filled with white hot anger. How dare this person humiliate her in front of every girl in their dorm and say she was just JOKING?

"Just fuck off, Chloe, okay? I don't care what your stupid fucking excuse is, just leave me alone."

"Max… please just let me in, I want to explain."

"Whatever you want to say you can say through the door or not at all."

"Fuck…" Max heard a thump against her door, and then the sound of sliding. 'Chloe must be in the same position I'm in.' Max thought. "Max… I just, I'm not ever you leaving and disappearing for five years without a fucking word. You hurt me so bad… I guess I just wanted to hurt you back…"

"Well congrats, it worked, you've said your peace, now fucking leave." It was silent on the other side of the door, and after a few minutes Max figured she'd left. Max got up and threw on her Jane Doe shirt and some jeans, putting the same old hoodie and shoes on. She grabbed her school books and camera bag and opened her door, shocked when a blue haired punk spilled out from the other side.

Max just stared at the girl as she scrambled to get up. "I knew if I was quiet enough you'd think I left and open the door. Look, Max, I'm sorry. I shouldn't have said that. I'm actually really glad you're back, and I really want you to meet Rachel."

"Fine, but if you pull that shit again I'm not going to be so easy to forgive you." Chloe looked up from the ground and smiled. She grabbed Max and wrapped her up in a tight hug. Max hesitantly hugged her back, shocked at how familiar the feeling was, Chloe even smelled the same.

"Thank you so much Max! Come on, school is gonna start hella soon, and I want to introduce the woman in my life to my first mate." Max smiled softly and pulled away from Chloe.

"Are you and Rachel a couple?" Max asked the question gingerly, confused by the knot in her stomach when she thought of them together. 'Am I jealous? No way… I don't have feelings for Chloe… that dream just has me messed up, that's all.'

Chloe blushed and looked away, "Something like that… Rachel and I kiss and she says she loves me, but we've never put an official title on it or anything, ya know." The knot got even tighter, and Max was even more confused.

"That's great. I'm glad you're happy. I'd love to meet her!" Chloe smiled a world brightening smile, and grabbed Max's hand.

"Then let's go you hippie!" Chloe dragged Max down the hallway towards a pretty blonde girl with a blue feathered earring in one ear. "Rach, meet Mad Max, first mate to Captain Chloe Price, and Max, meet Rachel Amber. Yes I know she is as pretty as her name, feel free to gush, just remember that she's mine." Chloe's shit eating grin was incomparable, and Max smiled at Rachel, who looked about ready to jump out of her skin.

"Hi, Max, it's great to finally meet you." Rachel smiled, and she seemed nice enough. The buzzing of her phone caught Max's attention, and she looked at her phone. There was a text from Warren and she smiled as she read it.

 **Warren:** Hey, Max! Do you want to hang out after school today?

Chloe looked over her shoulder at her phone. "Ooh la la. Maximus has a boy toy already? Hella hot. Too bad you belong to Rachel and I today. Right, Rach?"

Rachel looked away and then up at Chloe, giving her a guilty look. "Sorry Chlo… I have something to do after school… I can't hang out with you."

Chloe gave Rachel a funny look before shrugging, trying not to look disappointed "That's cool, Rach. It'll be Max and Me together again. Plundering the town of its treasures and taking!" Chloe threw an arm around Max's shoulder before ruffling the shorter girl's hair.

Max smiled shyly and texted Warren back.

 **Max:** Sorry, Warren, I'm busy today. I'm hanging out with an old friend.

 **Warren:** It's cool. J We'll chill another time.

Max glanced at the time before putting her phone back in her pocket, "Classes start in 10 minutes, we should go if we want to make it…" Chloe let Max go and offered Rachel her arm. The blonde and bluenette started towards the door, Max trailing on behind them.

The two pretty girls chatted on the way to the school, and Max thought back to the dream… the chill creeping back under her skin. They arrived at the school finally, Chloe and Rachel waving "bye" before they went to their Math class, and Max on to her Photography class with Mark Jefferson.

Mr. Jefferson greeted her with a kind smile, but all Max could see was a leer. She put her head down and shuffled past him with a muttered "Good morning" She blushed and smiled at Kate and gave the sweet girl a shy little wave as she settled into her seat. She pulled out her camera and books and started to doodle in her journal as Mr. Jefferson started his lecture.

A few minutes into the class Max noticed a pressure in her lower abdomen. 'Shit. In all of that drama I forgot to use the bathroom.' Max raised her hand and waited to be called on. After being dismissed to the bathroom she left the room and walked down the hall of her school. As she got to the bathroom she heard shouting from inside, but couldn't make out what was being said, or who it was. Max thought about turning back, until the pressure became unbearable. Max cursed her bad timing and walked in, shocked to find Chloe and Rachel again.

Chloe had both of her hands on either side of Rachel's head, the blonde one with her back to the wall. Rachel was glaring up at Chloe, whose expression was concealed by her blue hair. They both looked over to Max and pulled apart.

"I-I just have to… the bathroom… sorry." Max ran into a stall, and she went about her business. Rachel and Chloe continued to argue in hushed tones, Max only picking out a few words from each girl.

"Frank… none of your business… love… didn't think you'd be so mad…sorry." Was all Max caught from the pretty blonde, and "Damn it… liar… how could you… fucking bitch… can't believe this… fuck you… never speak to me again." Chloe sounded really upset, her voice cracking at the end.

Taking a deep breath as she pulled up her pants, Max decided it was time she stepped out the stall. She flushed and opened the door. She saw Chloe standing there, looking completely alone. The bathroom door was still closing; meaning Rachel must have just walked out. Chloe had her head down, her hair obscuring Max's view of her face, but the unmistakable shaking in her shoulders and barely audible sniffling gave away her friend's tears. Not knowing what to do or say, Max washes her hands. When she's done she just stands there, looking at Chloe's reflection in the mirror. Max sees a few tears slip down Chloe's face, and then watches as Chloe looks up, her beautiful blue eyes rimmed red. Max stiffens as Chloe runs up to her, expecting- well she doesn't know what she was expecting, but it definitely wasn't Chloe burying her face in her neck and clutching Max to her like her life depended on it.

Max let out a breath she didn't know she was holding onto and managed to loosen Chloe's grip just enough to turn around in her arms and wrap her own around Chloe's waist. She swallowed as the smell of pot and cigarettes and something else that was so familiar and uniquely Chloe that Max tightened her arms around the now sobbing bluenette. Chloe was hunched over, crying into Max's hoodie and muttering unintelligible things.

"What? Chloe I can't hear you?" Max played with the hair at the nape of Chloe's neck, wishing the beanie wasn't there so she could just run her hands through her hair. She felt Chloe shift her head just enough so that her mouth wasn't covered by the grey fabric at her shoulder.

"R-R-Rachel is d-d-d-d-dating this g-g-g-guy. S-s-s-she says she's in l-l-l-love with him." After getting the last word out Chloe broke down again, burying her face in Max's shoulder and choking on sobs again.

"Hey, no, don't cry Chloe. Please don't cry. You have me, I know I'm no Rachel but I'm here for you." Max rubbed her back until Chloe's sobs slowed until they'd stopped completely. Her grip seemed to loosen, so Max let her arms drop. The bluenette pulled back to look down at Max, and Max looked back. She got lost in the intense blue of Chloe's gaze, forgetting for a moment the line between reality and her dream.

"Forever?" Max was snapped out of her thoughts by the sad desperation in Chloe's tone.

"Duh." Max gave Chloe a small smile, and felt Chloe grab her hand.

"You won't leave again?" The sad desperation still there, Max made what she hoped was a serious expression.

"If I go anywhere I'll take you with me, this time," Max tried not to wince when she saw Chloe's face fall when she said "this time".

"Promise?" Max saw the pain in Chloe's eyes, and remembered the pain in another Chloe's eyes, the Chloe from her dreams. That Chloe lost Rachel, too, but in a far more disturbing way.

"I promise." Chloe smiled and hugged Max close, the smile still there when she pulled back. Just as suddenly as it came, it fell, though, and gave way to a serious expression.

"Kiss on it?" Max couldn't believe what Chloe just said, she blushes a bright red and looks away from the blue eyed stare of her best friend.

"C-Chloe we can't. Y-you and Rachel just…" She let the sentence trail off, part for not knowing what to call it and part for not wanting to hurt the bluenette further. Chloe groaned and let go of Max, rubbing her hands over her face as she turned away.

"I know, I know. I'm just all messed up and it's not fair of me to try and use you as my rebound. I'm sorry. Hey, how about we get notes and skip the rest of the day, because I really don't want to see Rachel right now, and I could use some company… if you're willing, that is…" Chloe turned back around and gave Max a small, insecure smile.

"Of course I want to give you company, Chloe. We have 5 years of catching up to do, after all." Max hoped her smile was reassuring, and she felt Chloe grab her hand and start tugging her out of the bathroom.

"Hella, Max. The nurse is really cool. She'll give us a note if we just say we have headaches." Chloe pulled Max down the hall and into the infirmary, where, sure enough, the nurse gave them notes to go back to the dorms and rest for the day.

They parted ways long enough to hand the notes to their teachers, and met again in the main hall. Chloe and Max talk all the way back to their dorms, asking normal questions for two friends who haven't seen each other in five years. Chloe asked Max if she had a boyfriend back in Seattle and Max stopped smiling and explained how she just never found the right one. Chloe laughed and said she never thought anyone except herself was good enough for Max. Max blushed at this and asked Chloe to tell her more about her adventures in Arcadia Bay. After Chloe finished the edited version, they reached the dorms. Chloe led Max back to her room, and pushed her smaller friend inside.

"Hey, Chlo, why don't you live at home? Why stay in the dorms?" Max glanced around the room, noticing the Chloe brand decorations, she smiled to herself. 'Even with that hard exterior, my Chloe is still the same.'

"Oh, I'd just rather live under the rule of black-hell than in the imprisonment my step-douche has bestowed upon my family."

"Joyce mentioned a husband when I saw her at two-whales. What's his name?"

"David Madsen, he's this private eye. You probably saw his billboard outside town. He's a major military freakazoid." Chloe rolled her eyes and rubbed her arm, looking uncomfortable. Noticing this, Max decided to change the subject.

"So what does present day Chloe like to do for fun?" Chloe brightened considerably at the distraction.

"Oh well you remember how I used to try to teach your clumsy ass how to skateboard? Well, I do that a lot. Rach and I-" She cut off abruptly, her smile dropping again, the redness returning to her eyes as she sniffed back tears. ' Good going, Max. Way to cheer her up. Idiot.'

"H-Hey, how about we watch a movie?" Max bumped Chloe's shoulder with her own, giving her a small smile.

"Hella yes, I am so down for not talking to a cute girl in the dark and not paying attention to a movie." Chloe shoots a cheeky grin at Max and bumps her shoulder back against Max's.

Max stares at the grinning Chloe for a second before the laugh bursts from her mouth. Before she knows it, Chloe is laughing, too, and it's so contagious that they don't stop until Max's sides hurt, and she can feel tears streaming down her face, and she just knows her face is red from the lack of oxygen. When they come back to reality slowly, Max is shocked to see Chloe's face so close to her own, their breaths intermingling.

'If I lean forward just one centimeter, we'd be kissing.' And just as the thought crossed her mind she saw Chloe glance down to her lips and she felt the uncontrollable urge to break the tension. "You're such a dork, Chloe. What movie do you want to watch?" Max said, stumbling over her words a bit as she backed away.

"I dunno, dude. You pick." Chloe leaned back on the couch and lifted her legs to her chest.

"Okay… Toy Story 3 it is, then." Max said, picking up the first movie her fingers touched and putting it in the player.

They sit silently through the previews, and then when the play menu pops up Max presses play. They get settled in as the movie starts and about 20 minutes in Max can feel her eyes start to droop before she succumbs to sleep.

Max wakes up with a start, remnants of The Dream lingering in her mind. The room is dark aside from the glow of the TV, casting shadows on Chloe's peaceful face, rested on Max's chest. Max smiles and runs a hand through Chloe's hair, noticing the roots showing that were hidden by the beanie that must have fallen off when Chloe fell asleep. A familiar sensation tugs at Max's bladder, and she holds out for as long as she can before deciding she needs to move Chloe. Gently picking up Chloe's head and getting up, she places it back down on the couch as softly as possible. Satisfied that she didn't disturb the bluenette, Max tiptoes out of the room and towards the bathroom.

She's shocked to see Rachel when she enters the bathroom, wondering at the time. The beautiful blonde seems to be applying eyeliner, and Max took note of the outfit she was wearing, concluding that Rachel was most definitely not getting ready for bed. Well, at least HER bed.

"We really need to stop meeting this way." Max says, more than a little satisfied at seeing Rachel jump.

Rachel turns fast, her eyes wide, before her expression softens into a smile that meets her striking blue eyes. "Hi Max. You scared me."

"Sorry." Max said, not really meaning it.

"It's alright. Hey, can I say something?"

"Uh… sure, Rachel." She wonders as to what Rachel could possibly want to say to her, since they didn't know each other.

"I'm really glad that you can be here for Chloe. I know she doesn't understand yet, but she will" Rachel looks down at her sharpie covered converse.

"It's really not my business, and I really don't want to talk about it."

"It IS your business, though. You're Chloe's best friend. Even when you weren't here all she ever talked about is you." Rachel looks up before she looks away again, a sad expression not fitting her coming across her face. "I think she's in love with you, if I'm honest."

A shocked laugh escapes Max before she can stop it. "You're crazy. She loves you. She's been messed up over you all day."

"I'm serious, Max. You'll see. She'll get over me, or the idea of me, in no time, and then you'll know."

Max just stares at Rachel, not knowing what to say.

Taking her silence as judgement, Rachel speaks again. "Look. I didn't mean to fall for Frank, but he's NOT a bad guy, and if you had to listen to someone you love talk about someone she loves you start to fall out of love. Then Frank came and it just kind of… happened. That's why I could never commit to her… I knew she was never fully mine."

"I don't need to know your reasons for breaking Chloe's heart, now if you'll excuse me, I have to go to the bathroom and comfort my best friend." Max brushes past Rachel and walks into a stall without another word. A moment later she hears the door to the bathroom open and close again, and assumes Rachel left.

After handling her 'bidness, as Chloe would say', Max chuckles to herself and goes back to Chloe's room. She finds the adorably sleepy punk sitting on the couch, her hair a blue halo around her face.

"Hey, Maxi Pad, where'd ya go?" Chloe finishes her sentence with a yawn, not bothering to cover up her mouth.

Groaning at the terrible nickname, Max plops down next to Chloe. "I had to pee

because your heavy ass was laying on my bladder."

Chloe snorts and snuggles back up to Max. "Shut up, you know you love me, and my sexy ass."

"What if I do? What would you do?" Max can't even believe she's doing this. 'What am I doing, I can't flirt. Oh god she's going to think I'm stupid.'

Chloe shoots up, and just as Max thinks she's going to rip her a new one, the only thing she wasn't expecting comes out of her mouth. "Then I'd tell you to prove it."

"How would I do that?" She can't even believe this conversation is even happening.

"I'd tell you to kiss me." A slight blush reaches Chloe's cheeks, but she tries to play it off.

"Okay, so I kiss you, then what?" Max leans her forehead against Chloe's and smiles.

"Then… I kiss you back." Chloe's cheeks are even redder now, and she moves her mouth almost imperceptibly closer to Max's.

Max moved her mouth those last few centimeters until her lips are just slightly touching Chloe's, but not quite. "Does that mean you love me, too?"

Chloe backs off of Max so fast she's surprised she didn't get whiplash. "I-I don't know, Max… I- Rachel and I just… and you just came back and, I- I'm sorry"

"I get it, Chlo, I was just kidding, anyways." Max chuckles half-heartedly, and hopes Chloe doesn't notice.

Chloe punches Max softly in the arm. "Way to fool me, Maximus. You go way far for a joke." Chloe laughs and looks at Max, smiling, but it doesn't quite reach her eyes.

Max hugs Chloe, not willing to let go of her warm, still ruffled from sleep, body. "Alright, Chlo, I think it's time for me to go back to my dorm." Max pulls back before continuing, "we have school tomorrow, and we wouldn't want the other girls in the dorm to talk, would we?" Max jokes, getting up.

Chloe looks up at Max with a sad look in her eyes, and a big smile on her face. "Says you, hippie, but okay. Off to bed for the hipster princess."

Max opens the door and looks back at Chloe one last time, she sees her wave, and smiles back before heading out and shutting the door softly behind her. Max makes her way back to the dorm she hasn't decorated yet and gets under her covers. Thinking over the day before falling asleep.


	2. Chapter 2

**A/N: Sorry it took me so long to update, guys! Life happened suddenly, but I'll be posting chapters more regularly now :) I even have an idea for another fic that I'm gonna keep under wraps until I'm further along/finished with this one!**

September 14, 2013

Max woke with a start, the pounding on her door matching the one in her head. 'Ugh, what time is it?' Glancing at her phone, she groaned as she saw that it was 7:30 AM. 'Whoever is at my door at 7:30 on a Saturday better be on fire.' Getting up and glancing briefly at herself in the mirror, Max opened the door, shocked to see Chloe on the other side.

"Chlo? What the hell, it's Saturday. Who died?" Max stared confusedly at the bluenette, who stared back with a gleam in her eyes that made Max uneasy.

"Come on Super Max, you need to get up and borrow some of my punk garb. We're resuming your skateboard training starting today." Chloe practically bounced as she held out some clothes and a pair of Vans.

"I do own a pair of Vans, you know." Max took the clothes and shoes anyways, and grabbed her toiletries and a towel before leaving her room and walking down the hall towards the showers, Chloe right behind her.

"Yeah, but yours are lame, and I can't be seen with a lame looking protégé." Chloe followed Max into the shower room and stopped just short of Max's chosen stall, frowning as Max closed the curtain in Chloe's face.

"What, were you gonna follow me in?" Max asked, questioning Chloe's frown. Without waiting for an answer she continues with her next thought, "why are we doing this, anyways, and why so early?" Max began to shimmy out of her sleep shorts and shirt, hanging her pajamas and change of clothes on the pole holding the shower curtain, having learned her lesson after her second day at Blackwell.

"No, it's just rude to close things in people's faces, and we're doing this because if you're gonna hang with me you need to look hella cool, too. Plus, I couldn't sleep, and the early bird gets the waffles and shit." Max frowned after hearing Chloe still wasn't sleeping, knowing she hadn't been sleeping since her and Rachel stopped talking.

"Whatever you say, Captain Chloe." Max turned the water on, drowning out anything else Chloe said after that. She winced from the cold spray, letting out a sigh as it warmed up almost immediately. Max washed herself quickly and turned the water off, wrapping herself in her fluffy towel.

"Finally, I thought you'd never be done. Hurry and dry off, hippie. I already borrowed an extra board from Justin for you, and we can get some Two Whales once I see some serious improvement." Chloe yanked back the curtain just as Max was finishing drying herself off, and stared at Max's slim and VERY naked body from behind. "Shit. Sorry!" Chloe let her gaze linger just one more second on Max's bare back before shutting the curtain again.

"Jesus, Chlo, what did you think I was wearing a bathing suit while I showered? You're such a pervy punk." Max grinned to herself and put on her plain white bra and pink panties. Finally looking at the clothes Chloe picked out for her, Max laughed at the Bikini Kill shirt and nearly shredded red jeans.

"Sorry, dude. I thought you'd at least be covered. What're ya laughing at?" Max could almost hear the blush in Chloe's voice, prompting another laugh.

"Just your taste in clothes. These look like something a baby punk would wear. What? No beanie?" Max laughed harder when Chloe chucked her own beanie over the curtain separating them. She hurriedly put on her borrowed "Chloe cosplay" and tugged the beanie over her damp hair.

"Hurry up, dude. You'd think you were a turtle instead of a mini-nerd." Chloe snorted and looked up when she heard the curtain be pulled back again. Her mouth falling open again when the nerdy Max walked out in the shirt that hung on her slim curves, and the pants that were tight around her hips.

"These barely fit me, Chlo, where did you get them?" Max tugged at the shirt and turned around to grab her pajamas off the top of the curtain rod, giving Chloe a view of how the jeans hugged her ass.

"Well, they were mine from when I was 15. I guess you have grown some after all. Just not in the height department." Chloe's eyes wandered over Max's body when she turned around again, lingering over her small breasts. "They look good on you, though. I'm gonna give you the rest of the ones I have. Like 3 trashbags full."

"Woah. Thanks." Max blushed at the compliment and moved over to the mirrors, putting toothpaste on her toothbrush and going at her teeth.

"L O L yeah, kill that morning breath, Maximus." Chloe glanced at herself and winced at her blonde roots. "We need to stop by my room on our way out so I can get another beanie, though." Chloe gave Max's butt another lingering glance as she bent over to spit out her toothpaste.

"I can give you yours back." Max grabbed her little pile again and went back to her room to put them back in their cubby, Chloe once again right behind her. She turned around and was shocked to have Chloe right in front of her, so close Max could smell her lemon soap mixing with Chloe's spring scented soap.

"No. Keep it. You're adorable with it on, way cuter than I ever was." Chloe looked down at Max and moved her face close to Max's.

"O-okay Chlo. W-why are you so close?" Max tried to back up and hit her shelf, Chloe once again stepping into her personal space.

"I was just wondering what you'd look like with eyeliner…maybe some mascara?" Chloe looked at Max's lips, knowing she isn't thinking about that at all, instead wondering what Max's lips would feel like against hers.

"O-oh. Y-you can put some on me if you want, I guess. I never did it because I never felt the need, but I'm open to it." She slid sideways out of Chloe's space and sat on her bed to put her socks and borrowed Vans on.

"Coolio. To my room we go, then." Chloe gave Max a lighthearted smile and extended her hand to Max, who grabbed it. Chloe didn't let go of Max's hand after helping her up, instead deciding to hold it as they went down the hall and into Chloe's room.

"Where do you want me?" Max asked, pulling her hand free of Chloe's and hoping the bluenette didn't notice her red cheeks.

"In my bed, naked." Chloe winked at Max and started laughing as she saw Max's face and neck turn red, wondering how far down her blush went. "Just kidding, Maximus. Don't take things so seriously, hippie."

"Jesus, Chloe, and you say I take jokes too far." Max glared playfully at Chloe and thought of how great the past 10 days had been amazing, almost like old times, except for this underlying current of electricity every time she was near Chloe.

"You know you love me, Super Max. Now go sit at my desk chair so I can put the pretty goo on you and make you look totally amazeballs." Chloe held out the mascara and eyeliner and motioned from Max to sit.

"Don't poke my eyes out, okay?" Max joked halfheartedly as Chloe leaned down in front of her, nervous for an entirely different reason.

"I will treat you like the delicate hipster flower you are, don't worry." Chloe took the cap off of the eyeliner and put it to Max's eye, gliding it across before moving to the other. She leaned back to examine her handiwork, and satisfied that it was even, she recapped the eyeliner and went at her eyelashes with the mascara. "You have pretty long eyelashes, Max. They're pretty. You're pretty."

"Nice joke, Chloe, not gonna fall for it again." Max looked into Chloe's eyes, searching for the joke in them.

"I'm not joking. You look amazeballs, just like I said." Chloe glanced at Max's lips, and back up into her eyes. Blue met blue and the magnetic pull she felt was so strong she didn't think she could resist for a second longer.

"Thanks, Chlo. You got a mirror so I can see?" Max sighed in relief, and a bit of disappointment, when the intense look disappeared from Chloe's eyes and she reached behind herself to produce a small hand mirror. Max looked at her reflection and was momentarily shocked by the girl looking back at her. "I look like a raccoon."

"A damn sexy raccoon. I'll have to fight the boys off with a stick, but only if you want me to." Chloe grinned at Max and got up from the floor, pulling Max to her feet. "What about that Warren guy? He seems to like you."

"Ugh no. He's sweet and all, but I'm not interested in him, or any guy, for that matter." Max wrinkled her nose up at Chloe's back as she watched the bluenette open her bedroom door.

"Ooh la la, so you're into girls, are you Maxie?" Chloe turned around and pulled on Max's hand, tugging her out of the door.

"Who knows, I just might be." Max laughed and followed Chloe out of her room. Max bumped into Chloe when she stopped suddenly and dropped Max's hand. "Hey! Why'd you- oh."

Chloe's heart stopped as she saw Rachel enter the dorms, dressed in what were obviously yesterday's clothes, her normally flawless makeup smudged under her eyes, probably from sleeping in it. They locked eyes and Rachel gave Chloe a small smile, reaching her hand up to wave at the bluenette. "Whatever. C'mon Max let's go." Chloe grabbed Max's hand again and squeezed a little bit too hard, dragging Max behind her as she ran passed the blonde haired heart breaker, and out the door into the fresh air of the morning.

"Ow! Chloe you're hurting my arm. Don't pull so hard." Max ripped her hand away from Chloe's, angry and hurt that her friend's whole world still stopped every time she saw Rachel. Even though Chloe sat with Max in class now, she was silent the entire class, staring at the back of Rachel's head like her heart was slowly being torn into millions of tiny pieces.

Chloe turned around, regret instantly flashing across her face as she saw the hurt in Max's eyes. "Oh, God. Max I'm so sorry. I don't know what came over me. I didn't mean to hurt you."

"It's okay, Chlo. You really need to work on your poker face, though. She can't know she affects you so much." Max rubbed at her sore fingers, walking down the stairs to the sidewalk, smiling at Samuel who was feeding the squirrels.

"I know Maxie Pad. I'm working on it, I promise. At least this time my knuckles aren't bloody and there isn't a hole in the wall." Chloe walked up behind Max and hugged her tight. "C'mon, I stashed the boards in my truck. We'll practice in the parking lot until you're ready for the skate park, okay?"

"Alright, but we can't move if you're hugging me, Chloe." Max smiled, and turned around when Chloe let her go, only to grab her hand again and tug her towards the parking lot.

"So, since I know you, and you are the most uncoordinated person I've ever met, I know you probably can't even stand on a skateboard anymore. We'll work on that, today." Chloe looked back at Max and gave her a heart-stoppingly beautiful smile.

"Shut up, you dork. I'm not that much of a klutz. Hey hold on I wanna take a picture." Max reached into her camera bag and dragged her old polaroid out, quickly snapping a picture of Chloe with the morning light surrounding her. 'This is the most perfect of perfect mornings. Wowzer.'

"Are you done, yet? The sooner we get you standing on that board, the sooner we get to eat, hippie." Chloe sped up, and Max followed suit, soon they'd let go of each other's hands and were racing to the rusty old truck.

They were out of breath when they reached the rust-mobile, Chloe arriving half a second before Max did, her loud whoop of triumph swallowed by Max's wheezing breaths, vowing to herself to never run so hard ever again. Max looked up to see Chloe, doubled over with her hands on her knees trying to catch her breath. Her heart stopped, and her world was filled with nothing but the beautiful blue-haired hellion in front of her. Once their breaths returned to normal, Chloe looked back up at Max, and they both started laughing. The uneasy laughter of their first week back together gave way to the easy laughter they had in the past, and Max was so profoundly happy they were back to everything being easy. 'Well, almost everything. There's still that tension that wasn't there when we were kids.'

When they finally stopped laughing, Chloe pulled the skateboards, hers and Justin's, out of the bed of her truck, and put them down on the ground in front of her and Max. "Okay, show me your stuff, then. Stand on the board."

"Just you wait, Chloe Elizabeth Price. I'll be skating circles around you before you know what hit you." Max stuck her tongue out at Chloe playfully. She looked at the board and slowly got on, one foot at a time. The board moved slightly, causing Max to wobble. Chloe stepped forward, placing her hands on Max's waist to steady her.

"Hey, not so bad for a tiny nerd, Max. Think I can let you go, now?" Chloe smiled up at Max, secretly hoping the small brunette said she still wanted Chloe to hold onto her, loving the tingle in her fingertips caused by her hands on Max's waist.

"Yeah, yeah I think I should be okay now. Just a little wobbly, is all." Max smiled back at Chloe, a little disappointed by the loss of contact. She stood on her own on the skateboard for half a second before her balance failed her again, and she fell forward.

Chloe stepped forward to steady Max again just a moment too late, and knowing Max was falling, wrapped her arms around her waist. Max wrapped her arms around Chloe's shoulders instinctively to catch her balance. She fell into Chloe's arms, and her face pressed into Chloe's, their lips meeting by accident. Blue eyes once again met blue, and they stared wide-eyed at each other, before Max began to pull away.

"I-I'm sorry, I didn't mean to k-kiss you…" Max still had her arms around Chloe's shoulders, her feet now planted firmly on the ground, but she was still pressed against Chloe, and neither could seem to let the other go.

"I know." Chloe looked at Max's lips again, and decided to stop fighting it, and just let the kiss happen. She leaned forward and her lips caught Max's, the smaller girl's gasp of surprise swallowed by Chloe's lips. She pulled back again, slowly, not ready to, but knowing Max was confused. "But… I did."

Max looked into Chloe's eyes, searching again, and finding the world, HER world, trapped there. "Y-you aren't ready. Y-you're still not over… 'you know who'" Max's breaths were coming out hard, but she couldn't figure out why, she couldn't think of anything that wasn't Chloe's breaths mingling with hers, and how much she wanted to kiss her again.

"I know I'm not completely over her, but I was never completely over you, either. I realized that when we kissed, and all of this tension that's been between us melted away. Now all I want to do is kiss you again." Chloe stared into Max's eyes, feeling everything fall into place for once since before her dad died.

"N-not until you're ready. Completely. We can't, I can't! I can't be with you, knowing you still love her, and your heart breaks every time you see her." Max shook her head, removing her arms from around Chloe, and pulling herself free of the bluenette's arms.

"Max no, don't go. Not when I just found you, again. I know I'm not over her, yet, but I'm going to be. I just need you to be with me. Please, wait for me." Chloe pleaded with Max, pulling her back and hugging her close, the skateboards next to them long forgotten.

"I have no other prospects, in case you haven't noticed, Chlo. I don't want any others, either." Max smiled into Chloe's shoulder, nuzzling her face in. "I'll wait. Forever if I have to, I promise."

Chloe pulled back and looked Max in the eyes, feeling happier than she had ever been with Rachel, and knowing it wouldn't take her long to get over Rachel at all, if she wasn't already. "Can I have one last kiss? Just a small one?" Chloe laughed as Max smacked her playfully.

"You're terrible. Incorrigible." Max teased, but kissed Chloe anyways, a chaste peck to her lips.

"Ahh, but you love me anyways, and that's really all that counts, isn't it?" Chloe winked at Max before letting her go, bending down to pick up the skateboards and throw them into the back of her truck. "Now, mom promised us breakfast at Two Whales, and I am hungry like the wolf, so let's go."

"Of course, Captain Chloe, your wish is my command." Max followed Chloe into the cab of her truck, pulling out her polaroid to snap a quick selfie of her and Chloe, wanting to remember this change in their relationship forever.

"It's good to have a first mate." Chloe started the truck and pulled out of the parking lot recklessly, speeding off in the direction of the town. Her and Max talked away for the short 10-minute drive to two whales. When they got there Chloe saw Frank's RV in the parking lot, she paused for only a second before parking haphazardly near the entrance. "Let's nosh."

Max and Chloe got out of the cab, Chloe walking around to put her arm around Max before they walked up to the door and inside the old diner. The smell of delicious food and coffee filled their noses as they made their way to their usual booth, Chloe sitting across from Max like she always does.

"Well look what the cat dragged in. My girls managed to make it for breakfast before noon on a Saturday. Now this is most definitely a sight to behold. Good morning girls, what can I get y'all for breakfast?" Joyce smiled at both of the girls, pleased to see them both. Chloe smiled up at her Mom, a smile Joyce hadn't seen in the 5 years since she lost her father and Max.

"Eggs and extra bacon with toast on the side? What about you Mad Max?" Chloe turned to Max, a question in her eyes.

"Do you guys even have to ask? Belgian Waffle, duh." Max laughed and reached her hand out to Chloe's, taking it in her own and smiling when Chloe returned the gesture.

Joyce beamed down at the girls as she finished writing their orders on her little notepad, "Some things never change, do they? Alright my beautiful girls, comin' right up!" When she turned around and started walking back to the kitchen it was almost as if there was a new spring in her step, and Max watched Chloe give her mom a fond smile when she thought nobody was looking.

Chloe's clear blue eyes met Max's in a questioning stare, "What are you looking at, hippie? I know I'm hella sexy but you just have to ask for a picture."

"Why would I want a picture when I have the real deal right in front of me? Besides, there are just some things you can't do to a picture." Max winked at Chloe and watched her face go red, and realized Chloe was blushing. 'Is she embarrassed? I wouldn't think Chlo was capable of being embarrassed.'

"Shut up, _Maxine._ Who taught you how to tease people so smoothly anyways? Fuck, I thought you were flirting with me for realz there, dude." Chloe let out a frustrated breath and scratched at the back of her neck, not meeting the now laughing Max's gaze.

"M-Max, n-nev-never Ma-Maxine!" She gasped out between laughs. She noticed Chloe's expression darken, and then her face was red again, this time in anger as she threw her car keys at Max. The smaller girl wasn't quick enough to dodge them, and they hit her square in the face. She stared at Chloe in shocked silence for a full minute before she started cracking up again, Chloe following with her own laughing fit shortly after.

Just as they were beginning to catch their breath again, Joyce came with their food, setting their plates in front of them and filling up their coffee cups. "Now that laugh is just music to my ears, I haven't heard you laugh like that in so long I almost forgot what it sounded like. Now you two finish everything on your plates, and don't worry about your tab, just go on and have fun."

"You don't have to worry about us not finishing our food, Mom, we worked up quite the appetite earlier trying to teach Max's clumsy ass how to balance on a skateboard." Telling her mom about their morning activity reminded Chloe and Max of what happened when she lost her balance, and they both blushed and looked at each other with wide eyes before looking away from each other pointedly, hoping Joyce didn't notice the tension between them.

"Chloe Elizabeth Price, I did not raise you to talk like that. Now eat your breakfast." Joyce, seemingly oblivious to Chloe and Max's strange behavior, turned around and saw to refilling coffee cups on the other side of the diner.

Max and Chloe finished their food in silence, not looking up at each other except to check to see if the other was looking until their eyes met and they both turned red and went back to their food. After finishing they sat in tense silence before Chloe let out a loud burp, causing Max to laugh at her and call her gross, and Chloe to kick her under the table and act mad before giving Max a cheeky grin.

"You ready to go, Mad Max? We can go to the lighthouse, or the junkyard… train tracks?"

"What about going back to your house and chilling in your old room? I haven't been there in five years, and didn't you say David always spends Saturday at his office because he's a work-a-holic weirdo?" Max looked at Chloe, trying to gauge her reaction to Max's request.

"Oh shit, you're right. Great thinking, Super Max, I still have some grass stashed in my old room if step dick didn't find it! We can totally get blazed! That is, if you're cool with trying, I'm good with flying solo if you're not 420 friendly." Chloe looked at Max hopefully, wooping and jumping up when Max nodded her head after a moment of hesitation. The bluenette grabbed the brunette and dragged her out of the diner with a quickly shouted 'bye' to Joyce.

The girls laughed as they scrambled to the truck and jumped in, Chloe starting the old rust bucket and pulling out of the parking lot at break neck speed, cutting off a car that honked, to which she flashed a bird out of her window at the other driver. Chloe laughed and turned her radio up as loud as they could stand it as they sped toward her house.

Once Chloe and Max pulled into the driveway of Chloe's childhood home, Max could see several things that WERE different from her dream. For instance, the house was fully painted, where in her dream it was still where William had left off. The front of the house looked very well taken care of, actually, and the fence looked as if it had been recently redone. Chloe pulled out her house key and unlocked the front door, opening it wide and gesturing for Max to enter the room. The carpet in the living room had been replaced, the wine stain now only a memory, and the old couch was replaced with a new one. Seeing these changes made Max a little sad, but everything else looked virtually identical to how it had been five years ago.

"What's wrong? You look like someone kicked your puppy, dude." Chloe looked at Max with concern in her blue eyes.

"Just the carpet and couch are gone… Now there's no way to constantly be reminded of the shit we used to get into as kids." Max's own blue eyes looked into Chloe's and her mouth formed a smile that somehow made her look even more sad.

"Fuck dude, yeah, they replaced it right after Captain Dumbass moved in, he said it was tacky to keep it. The couch is kind of mine and Rachel's fault on it. We got a bit rowdy sometimes when nobody was here." Chloe looked at the new editions to her home and sighed, then looked at Max, who for her part was trying not to be even more upset by the thought of Rachel and Chloe having couch breaking sex on a couch that she shared so many precious memories with Chloe on.

"C'est la vie, right…? Anyways, I'm dying to see your room, let's go upstairs." Max led the way, pausing at the top of the stairs to wait for Chloe to bound up after her.

"Warning, it DEFINITELY does not look the same." Chloe winced before putting her hand on the knob and twisting.

"I wasn't expecting it too." Max chuckled, pushing her friend lightly on the shoulder.

"Good, because my old room was not nearly edgy enough for a cool ass punk like me." Chloe pushed the door open and stepped aside to let Max go first, waiting for the inevitable shock.

"Oh my god, Chloe. Your walls are black and covered in those glow in the dark stars, what the hell. At least your taste in music is predictable, though. Cool posters." Max tried to contain her shock at Chloe's decorating, noting the only bit of wall not painted over was where Chloe's height was recorded.

"Yep, but trust me, when I get you high and turn off the lights, you'll get it, dude." Chloe laughed, going to the place where she hid her stash, when she pulled out the mason jar with an 1/8th of weed in it, she yelped in excitement and pulled out her rolling papers and lighter. "My CDs are in the dresser we painted, and you can see my HI-FI, so I'm counting on you to pick something good, or you don't get any of me weed.

"Whatever you say, Captain Chloe, what are first mates for?" Max laughed and went to look through Chloe's CD collection as her friend rolled a joint with deft hands.

A few minutes later Max had put in "Down The Way" by Angus and Julia Stone and 'Hold On' was playing softly through the speakers. Chloe finished her rolling and turned on her small fan to blow the smoke out the window so it wouldn't linger before she lit the joint and took the first puff, holding it for a moment before releasing it and taking a second puff. After releasing that one she handed the joint to Max.

"You've never smoked weed before, right? Just breathe it in gently, when your throat starts to tingle or you start to run out of lung space stop pulling from the joint and pull in some air so it cools your throat down, hold it for a second and then blow it out. Try to blow it towards the fan, though, or step-douche will bust me for the smell." Chloe smiled at Max, and Max noticed her eyes start to glaze over slightly as she took the joint.

"Okay, got it. How hard can it be, right?" Max put the end of the joint that wasn't burning in her mouth and puled gently like Chloe instructed, when her throat started to tingle and she thought she might cough she pulled the joint from her mouth and sucked in a small breath before it all came out in a cough and she continued to have a coughing fit until Chloe handed her a bottle of water to drink.

"Don't worry, everyone eats shit at first, dude. You'll be pro level and hella awesome like me soon enough, young grasshopper." Chloe grinned and motioned for Max to try to take another hit. The song changed to 'Black Crow' as Max pulled from the joint again and the chill vibes from the music settled over her. This time Max didn't cough as hard, and she passed the joint back to Chloe as she took more sips from her water.

Chloe took two hits quickly and passed the joint back to Max, who was starting to feel a little fuzzy around the edges, and her head and arms felt heavy. Max took the joint and took another hit, only coughing once before going for her second and passing the joint back to Chloe. "Chlo… I feel heavy and fuzzy… but so chilled out… is this what being high is like?"

Chloe choked on a laugh and took a hit, talking while she exhaled "You bet it is, bitch. D'ya like it?"

Max nodded and crawled over to Chloe until her face was up close to Chloe's, "Hey Chlo… How do you do a shotgun? I've heard about it from the vortex club snobs, but never got to see it in action. Can you show me?"

Chloe, to her credit, blushed only a little bit, and looked into Max's eyes, her gaze searching. "Well… you need to be a willing participant. All I do is get really close to you, open my mouth next to yours, and blow my smoke out while you breathe it in."

Max's blush was a lot deeper than Chloe's and she shook her head, "Not yet, ask me again before you take the last hit, I wanna get used to this first."

Chloe shrugged and took her two hits, her and Max passing it back and forth easily as 'Big Jet Plane' played through and 'For You' played next. Once they'd smoked down the joint and it was almost too small to hold in her fingers, Chloe gestured to the joint and her mouth, asking Max silently if she was ready to try doing the shotgun.

"Yeah, yeah I'm good now. Let's rock it dude." Max gave Chloe an easy, relaxed grin and watched as the bluenette put the joint to her lips and took her last hit. She stubbed out the joint in her ash tray and pulled Max so her lips were right next to Chloe's, just a breath away from touching.

Chloe opened her mouth and Max followed suit, breathing in as Chloe breathed out. Max exhaled after holding her second hand hit in for a moment, her and Chloe's lip just barely touched now. There was a moment of indecision in Max's eyes before she leaned forward the rest of the way and allowed her lips to meet Chloe's.

They both let out soft sounds and melted together, Chloe pushing Max back on her bed and kissing her deeper. Max let her tongue swipe across Chloe's lip and was pleased when Chloe opened her mouth immediately, her own tongue darting out to touch Max's. Max felt a hand settle on her waist, another fisted in her hair that was tugging on the strands, just short of being painful. The girls kissed until the song changed again, and suddenly Chloe froze, jumping off of Max and shouting "Fuck!" as the opening lyrics to 'Santa Monica Dream' played.

The bluenette scrambled to turn off the song, her breathing labored as she tried to calm herself down. She tugged on her hair and paced back and forth for a second before leaving the room, slamming the door on her way out of the room, and then the house. Max stared after her, too shocked to move for a moment before she got up and ran after Chloe, almost falling over in her rush to get down the stairs. Max saw Chloe in the yard, kicking a rock as hard as she could towards the street.

"Chloe? Did I do something wrong? Whatever I did, I'm sorry, I won't do it again, just please don't be mad, Chlo." Max pleaded from a few feet away, afraid to go near Chloe when she was so visibly upset.

"No, Max, it was me. I almost lost control, and the song snapped me out of it. I don't have as many boundaries when I'm high and ever since that kiss this morning I've wanted to do it again, and again, and again. You have no idea what you do to me. Fuck, I forgot that song was even on that fucking album. Rachel loved that stupid song, so when it played it reminded me that we ALSO said we would wait…"

"Chloe, I kissed you first this time, remember? I couldn't stop myself… you don't need to feel bad for kissing me back." Max grabbed onto Chloe's hand, tugging her back to the house and up the stairs to the bluenette's unique room. The entire afternoon seemed to have left them, and it was dusk outside.

"Yeah…? Even though I wanted more…?" Chloe closed her door and locked it behind them, turning off her lights and letting the faint glow of the stars on her walls guide her to the little brunette.

"M-more? Oh… oh fuck. They're all constellations." Max gasped and looked around the room, recognizing all of William's favorite constellations. He'd spent hours telling the girls about them and the lore behind them when they would 'camp' next to the lighthouse with Joyce and her parents setting up the tents and fire without the troublemaking girls in the way.

"Yeah. Max, next time we kiss I'm going to show you what I mean by more, for tonight we should try to get some sleep. I'm way too high to drive, so we'll have to deal with step douche in the morning, sorry." Chloe looked at Max and pulled on her hand gently to lead her towards her bed, where they'd been kissing less than 15 minutes ago.

"I hope so, or I'll probably die from anticipation." Max laughed nervously and laid down, facing her best friend.

"It's not the anticipation you need to worry about, Maximus." Chloe winked and laughed when Max hid her face in her hands.

"Goodnight, Chloe Elizabeth Price." Max turned around so Chloe couldn't see her face anymore, and Chloe laughed gently.

"Goodnight, _Maxine._ " Chloe smirked at Max's back and leaned forward to whisper gently in Max's ear, "try to keep your dreams pg-13 tonight." Max's answering snort was all Chloe needed to hear before she fell asleep, Max following behind by only a few minutes.


End file.
